Are the covenants in Section 17 of the Black Bear Diner franchise agreement considered independent of each other?

According to the 2025 Black Bear Diner Franchise Disclosure Document, the covenants outlined in Section 17 of the franchise agreement, which pertain to the franchisee's non-compete obligations, are not explicitly stated to be independent of each other within the provided excerpts. However, Section 10.3 addresses the modification of covenants and states that each of the covenants should be construed as independent of any other covenant or provision of the agreement. If any part of a covenant in Section 10 is deemed unreasonable, it should be amended to allow for post-term competition to the maximum extent permitted by law.

This implies that while the agreement aims to enforce non-compete restrictions, there is also a mechanism to ensure that these restrictions are reasonable and legally compliant. The ability to modify the covenants suggests that Black Bear Diner is willing to adjust the terms to fit within legal boundaries, which can vary by jurisdiction. This is a common practice in franchising to balance the franchisor's need to protect its business interests with the franchisee's right to work after the franchise agreement ends.

Prospective franchisees should seek clarification from Black Bear Diner regarding the specific enforceability of the non-compete covenants in their state and how Section 10.3 would apply in practice. Understanding the extent to which these covenants are independent and modifiable is crucial for assessing the potential restrictions on future business activities after the franchise term.